Fall of the Caribou
by KnightMysterio
Summary: The caribou have been subverted, united under the cruel and evil King Dainn. The rights of their women suppressed, their men turned into savage, rape-hungry brutes. For years, King Dainn has built up his forces in preparation for an invasion and conquest of Equestria. He had no idea how badly he and his people were outmatched.


_**Fall of the Caribou**_

 _ **by Jonathan "KnightMysterio" Spires**_

 _Why? Because Fall of Equestria is creepy without being sexy. That's why. Standard disclaimers, I'm not using copyrighted characters for profit. Takes place in an anthromorphic version of Equestria. Equestria Girls did not happen here, but Sunset Shimmer reforming and the Dazzlings being defeated and depowered did._

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 _Crystal Empire..._

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"I have to say," Shining Armor said, his armored dress uniform glinting in the sunlight, "as takeover attempts go... this really isn't one of the better ones."

The Emperor of the Crystal Empire calmly looked over his prisoners, pacing in front of them. 200 male caribou warriors, all with proud, long antlers, were forced to kneel before Shining Armor and his wife by 800 Crystal Empire soldiers, the majority of them Crystal ponies.

"Is this all that's left?" Empress Cadance asked softly, frowning, adjusting the soft blue gown she wore.

"Yes, my Empress," said a burly Crystal pony in general's garb. "They attacked us directly, and the catapults were able to take most of them out. The cannons did more damage, and those that got through fell to our swords, magic, and crossbows." He gestured. "These two-hundred are the last survivors."

Empress Cadance nodded, sighing. "War is always a tragedy, no matter who wins. So many lives lost... Why are you here?" she asked the assembled caribou.

The caribou soldiers, their ears back, just glowered at her and looked away. Empress Cadance frowned. "Please, I cannot help you if..."

"Stop talking, bitch!" a caribou in officer's garb said. "A useless cocksleeve like you has no right to talk to a man like that!"

Cadance's eyes widened in shock at the vulgar comment. Shining Armor immediately kicked the caribou officer in the face, several teeth flying out. He then grabbed said officer's face and said in a quiet, dangerous voice, "Never talk to my wife like that again."

The caribou officer looked in Shining Armor's eyes, saw the fury in them, and nodded, swallowing. Shining Armor nodded, letting the officer's face go.

"I don't understand it..." said a caribou dressed like a cleric, his robes stripped of anything remotely magical. "It should have worked..."

"What should have?" Cadance asked.

The caribou cleric sneered at her, but seeing Shining Armor walking towards him with a glower made the cleric choose his words more carefully. "...I will not acknowledge your title or authority, but I will not insult you as my compatriot did. I like my jaw unbroken."

"Fair enough," Cadance said smiling benevolently. "I prefer to have a more friendly relationship with my subjects."

Several caribou snickered, getting naughty ideas. They were promptly kicked in the stomach by the guards nearest them.

The cleric nodded, licking his lips to try and calm himself. "Our goal was to free the minds of the stallions of Equestria and its vassal states, such as the Empire. Bring them closer to the way of the caribou bucks of the Stonehoof tribe."

Shining Armor frowned, folding his arms. "And that way is..."

"Total subjugation and dominance of every female of every race," the cleric said, several other caribou nodding firmly. The cleric continued. "The Empire would have been a jumping off point for our invasion of Equestria as a whole, the Crystal Heart subverted to our purpose and magic, used to broadcast the lust spell meant to turn every stallion in Equestria into a proper-thinking male."

Shining Armor knelt before the cleric. "And you said you've attempted to cast the spell on the Empire?"

The cleric nodded. "And on you, specifically. You're one of the most prominent male figures in Equestria. By having you turn to our way of thinking and publicly rape and humiliate your wife, breaking her down into her proper role as your cumdump toy, you would have served as the noble figurehead for the caribou conquest."

Cadance stared at the cleric in horror. Shining Armor's expression seemed neutral, but the caribou cleric could see the anger in the unicorn's eyes. "And yet, you failed to brainwash me," he said quietly.

The cleric nodded. "I cannot figure out why... The test subject ponies we kidnapped from Manehattan fell under the spell..."

Shining Armor slapped the cleric. "In the past couple years, I have had my body warped and distorted by Discord, had my mind enslaved by Queen Chrysalis of the changelings, had my horn corrupted by King Sombra's magic and becoming crippled because of it, had ALL my magic, my very SOUL, ripped out and devoured by Tirek, and a bunch of other things I really don't want to think about. Do you really think I'd be stupid enough, after all that, not to take steps to protect my mind, my soul, my self, my family, my home, my PEOPLE from ever having anything like that happening to them again!?" he shouted. Several Crystal ponies beamed in pride at their Emperor's words, while Cadance just smiled lovingly at him.

The cleric grimaced. Shining Armor glowered at him. "Your methods disgust me," he said, heading back up to the throne next to Cadance and sitting down. "I leave your fate in my bride's hands."

A caribou sergeant spoke up. "Damn it, don't do this! Don't submit to her!" he shouted, the burly, dark-furred caribou struggling against the magically enhanced shackles that held him down. Several crystal pony guards pushed him to the ground, but he kept ranting. "Join us! Don't let this cunt tell you what to do!"

Shining Armor growled, his horn flaring, but Cadance held up a hand to stop him. "Let him speak," she said softly, her own horn glowing almost imperceptibly.

"I'll talk even if you tell me not you, you ARROGANT WHORE!" the burly sergeant roared before returning his attention to the glowering Shining Armor. "Shining Armor, listen to me! Female supremacy is an abomination against the gods! No man is meant to be ruled over by a woman! It breaks the natural order of things! A woman's true place is mounted on a man's cock, serving their every sexual whim, keeping house for them! Think of it, Emperor Armor!" He began making lewd gestures with his hands, grinning wickedly. "Imagine being able to fuck that pink whore of yours any time you wished! To pound her pussy as hard as you want, to violate her ass whenever you feel like it. To force those hot lips of hers around your cock and make her drink your cum like the slut she is. To punish her for defying you, reddening her ass and then FUCKING IT HARDER to make it hurt even more. Whips, chains, pain, so much delight to be taken from the female body! And it can all be yours if you just HELP US!"

Shining Armor stared at him for a long moment and said, "Dude, I get all that anyway."

The caribou just stared at him in shock. "Wait... what?" the sergeant said.

Cadance blushed, giggling. Shining Armor smirked, putting an arm around her. "My wife is one of the most sexually creative women alive. I get everything you just said any time I want, PLUS MORE. We've NEVER had a boring evening together since we married, and I doubt we ever will," Shining Armor said. He grinned, and looked at Cadance, adding, "In fact... speaking of that asswork you mentioned... we had a rather fun time last night, didn't we?"

Cadance nodded, smirking. "This is the first time today I've been able to sit down without it hurting in all the right ways," she said. The two lovers giggled and shared a tender kiss, the caribou all gagging at the sight of it.

Shining Armor smirked, and turned his attention back to the caribou. "In addition, Cadance is also one of the kindest, sweetest, most loving and most intelligent mares I've ever met. I have everything I want in her. Why would I sacrifice some of her best attributes just to get a little more sex?" He snickered, and added, "Although considering how much sex we have to begin with, I have no idea how we could possibly ADD more. Which reminds me... Our anniversary is coming up. Anything special you want to do?"

Cadance blushed. "Is this really the time to be discussing it?" she said, although she was smiling warmly.

Shining Armor grinned. "Well, I know you like our genderswap sessions. Although maybe you could just change me and bring out that tentacle monster Twily captured in the Everfree."

"Oooh, that does sound fun!" Cadance cooed, giving him a peck on the cheek. "You always know what I like."

Shining Armor giggled. "Well, you're such a good wife, I have to be just as good a husband in return."

"Please stop..." the caribou cleric muttered, looking visibly green at the display of loving affection. "I'm going to throw up..."

The caribou officer grimaced, giving the crystal pony general an ill look. "Can you believe these two?"

The crystal pony general chuckled. "Emperor Armor's sister, adopted little brother, and her friends saved us from eternal damnation as King Sombra's slaves. Emperor Armor and Empress Cadance themselves have ruled us fairly and justly, helping us regain our pride as ponies. My wife's first child was born recently, and because of them I never have to worry about him dying in the mines. I may not fully be used to their modern ways, but as far as I'm concerned the two of them can do whatever they want to each other."

"That's not what I meant," the caribou officer said, spitting out what was left of one of his teeth.

"I don't care," the crystal general said.

The burly sergeant growled. "YOU THINK YOU'VE WON!?" he bellowed. "WE ARE INVADING EVERY MAJOR CITY IN EQUESTRIA! YOUR PRINCESSES, YOUR SISTER, EVEN THAT SLUT QUEEN OF THE CHANGELINGS, THEY WILL ALL BE WHORES MOANING FOR COCK WHEN WE'RE THROUGH! THEIR HORNS AND WINGS WILL BE OUR TROPHIES, THEIR BODIES DRENCHED WITH CUM! WE WILL BE VICTORIOUS! WE WILL BE FREE, AND I WILL PERSONALLY _RAPE BOTH OF YOU TO DEATH!_ "

Shining Armor looked at Cadance, who dispelled the glow from her horn. She shook her head. "There is no love remaining in their hearts," she said softly. "It's all been replaced by lust and hatred." She sighed. "I will not oppose what you decide to do with them." She closed her eyes sadly.

Shining Armor nodded, his expression darkening as he turned to his troops. "Hang the remaining officers and clerics. Take all the dead outside the city dome and burn them. Remove ALL the antlers of the survivors and store them in one of Sombra's old trophy rooms. Make sure that you threw out all of Sombra's old trophies, first. I'll figure out what to do with the antlers later. Lock up the rest in the old prisons in the mines, we'll hold them until we get word from the others. As for that sergeant... in addition to removing his antlers, remove his penis and testicles, his tongue, and his hands. Put him a dress and then put him in stocks in the center of town. Let him serve as an example of what happens to those who invade us with cruelty in their hearts. The ponies of the Crystal Empire will not be enslaved again."

The sergeant was dragged away, screaming and cursing, promising all kinds of violent sexual acts. The other caribou, cowed by Shining Armor's proclamation, did not resist as they were led away.

"Do you want to contact Twilight?" Cadance asked once the room was emptied save for a pair of armored guards.

Shining Armor sighed, rubbing his temples. "Yeah, I do," he said. "It makes sense that they'd attack all the major power bases of Equestria, which means Ponyville is on that list as well as Canterlot and Manehattan. I'm not concerned about Princess Celestia and Princess Luna, they can handle them easily, but I'm worried for Twily. Plus, we need to find a way to see what's going on at the Changeling hive..."

Cadance blinked. "You're worried about Chrysalis? Really?"

Shining Armor snickered. "Hardly. Buggy butt can handle herself against these losers. I'm worried that she's using captured caribou soldiers to refuel her people. On top of everything else we REALLY don't need her strong enough to invade again."

/\/\/\/\/\/\/\/\/\/\/\/\/\/\

 _Meanwhile..._

 _Changeling hive..._

/\/\/\/\/\/\/\/\/\/\/\/\/\/\

"Mmmm, oh yes..." Chrysalis moaned as the brainwashed caribou general rubbed at her back muscles. "That's... oh sun and moon that feels good." Both the massage and the love she was siphoning off of her new plaything were sending waves of pleasure through her body.

"I'm so glad you're enjoying yourself, my beloved queen!" the caribou general said. "It pleases me that this most unworthy one can bring such pleasure to one as beautiful and powerful as you!"

Chrysalis snickered. She didn't know where this invading force had come from, but it had been far too easy for she and her other Changelings to put the entire army under their thrall. She looked around, seeing caribou soldiers brainwashed into being slaves eagerly pleasing the Changeling mistresses they had been assigned to, the normally genderless bugs taking on female form to fully enjoy their toys.

"I love you, my Queen," the caribou general giving Chrysalis a backrub said. "I will love you always."

Chrysalis grinned cruelly. "That's right. You'll love me for the rest of your days..."

/\/\/\/\/\/\/\/\/\/\/\/\/\/\

 _Meanwhile..._

 _Ponyville..._

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"Wow..." Derpy said, looking over the central square with was dotted with statues of caribou warriors. "When did we get all the statues?"

Mayor Ivory Scroll, looking visibly shaken and sipping a cup of tea, gave Derpy an incredulous look. "What... how could you not know..."

"I was making deliveries out of town," the walleyed pegasus said. "What's wrong?"

Ivory Scroll sipped her tea and set the cup down. "In that case, my dear, consider yourself lucky. These used to be caribou warriors, and they came into town with clear intention of violating everything female. We first saw them when Zecora fled into town, seeking refuge. There was an attempt to shut down everypony's magic, which didn't work thankfully, but after that they just flat out attacked. One of them had ripped my dress off, and if Princess Twilight and the others had been a few seconds slower with the rainbow..." She shivered, hugging herself. "It's going to be difficult to sleep for the next few days..."

Derpy gasped softly, noticing Ivory Scroll's ripped clothes for the first time, the blanket around her legs, and hugged the mayor. "I'm so sorry!" she said. "And you say they attacked everypony?"

Ivory Scroll flinched, but let the pegasus hug her. "Y-yes. They tried to cast a spell over the stallions, but Discord canceled out their magic. I don't want to know what would have happened if the spell succeeded..." She shivered again.

"Well, they're defeated now, and..." Derpy trailed off. A thought occurred to her. "Every mare in town?" she asked softly. "They were going after every mare in town?"

"Your daughter is fine," Ivory Scroll said. "Cheerilee hid all the children in the school, and with the other teachers were able to successfully fend off the caribou trying to break in until Twilight and the others sent the rainbow. Big Macintosh and a few others have been going around taking sledgehammers to the statues. Nopony really wants to stop them..."

Derpy nodded. "I'm going to see my daughter," she said, flying off.

Ivory Scroll nodded, sipping her tea again. She heard a crashing sound nearby, and saw Big Macintosh, Filthy Rich, and those three ponies that hung around the bowling alley smashing another caribou statue. Angry expressions were on the faces of all five stallions. She smiled, raising her glass in a toast to them.

Elsewhere, in Twilight's castle, the ten caribou that had escaped being turned to statues all sat willingly in the castle's dungeons. The rainbow, instead of turning them to stone, had made them see the error of their ways. They surrendered immediately, Twilight placing them in the palace dungeon instead of the town prison so they wouldn't be lynched before their trial. Applejack, Rainbow Dash, Rarity, Pinkie Pie, Spike, and Fluttershy all stood guard over them.

"It worries me that this place actually has a dungeon," Applejack said. "I ain't never saw it before. Did it just grow one when we needed it?"

"What worries me is that they're still alive," Spike growled, the normally small baby dragon having grown to an impressive size, sprouting wings and sporting much larger spikes on his back, his tail ending a blade.

"Spikey-darling," Rarity said, the fashionista gently placing a hand on his long neck. "They surrendered, and we are minded to be merciful when somepony does..."

"You didn't feel what their spell tried to do," Spike growled fiercely, startling the gathered Elements. "What it was trying to turn every stallion in town into. If Discord hadn't..." He shivered. "It was like a mental version of what these bastards planned to do to you girls physically. Every decent stallion in town owes Discord their life for stopping that spell..."

Rainbow Dash, who was hovering above everyone, frowned. "Okay boys," she said. "What was the overall plan? I've heard that some of your officers were trying to get frisky with mares they pinned down before the rainbow made them rock hard in a way I don't think they're appreciating."

The caribou, all much younger than their stoned counterparts outside, shivered. One of them, in cleric robes, said, "Ma'am... We came here with full intent of taking every female here and turning them into rape slaves."

Spike growled savagely, the five former Element-bearers gathered in the room gasping in shock.

The cleric continued, nodding shamefully. "Our culture, ever since the Stonehoof tribe took over the nation... it is centered around the oppression of women, keeping them as nothing more than sexual toys for use by any male who wants them. King Dainn always spoke of women in authority as an abomination. A crime against nature. That we needed to bring Equestria around to our way of thinking to restore the natural order."

"That's the spell they tried to use on me and the other stallions, right?" Spike growled, flames puffing from the sides of his jaws. "Monsters!"

Rarity hugged him tightly, glad her Spike wasn't turned into a creature that thought like the caribou.

The magically reformed caribou didn't disagree with Spike's proclamation. The cleric apprentice continued. "The hope was to use anti-magic plus the mind control spell to make taking everypony easy. Fliers would be de-winged, casters would be de-horned."

Rainbow Dash blinked. "Wait, by de-winged, you mean," she asked, trailing off.

The cleric nodded shamefully. "We'd cut off your wings," he said. Rainbow Dash shivered, unconsciously moving away from the trapped caribou.

The cleric sighed, continuing. "Once everypony had been raped enough, they'd be separated into different castes of slaves based on collars. Purples would be the broken, mares raped into insanity. Reds would be willing slaves, the cooperative. Silvers would be slaves who's status was still in question. Blacks would be rebellious ones, slaves that would require extra violence to keep them in line." The cleric paused, looking at Applejack. "I have a strong feeling that if we had succeeded, you would have been a black collar."

"Yer darn' tootin,'" Applejack muttered, glaring at him.

The cleric grinned weakly. "Sorry. I meant it as a compliment," he said. "All things considered, I can understand why it fell flat."

Pinkie Pie shook her head. Her mane and tail had been straight ever since the attack had begun. "Yeah, you're gonna have to excuse us if the only thing we feel towards you right now is angry and creeped out..." she said softly.

The cleric just nodded. Twilight entered the room before he could speak again. "Okay, sorry girls. Just had several things to take care of at once," she said.

"How's your brother?" Pinkie Pie asked. "I know you wanted to contact him once we got all the meanies squared away."

Twilight smiled in relief. "He's fine, thankfully. The Crystal Empire forces were able to repel the caribou. Most of the surviving troops are going to be locked up, the officers executed. Las Pegasus and Cloudsdale are reporting victories over the caribou as well."

Rainbow Dash and Fluttershy both sighed in relief upon hearing that their birthplace was safe.

Twilight turned to Pinkie Pie, adding, "Your family is safe as well. Trixie was in the area and used her illusions to cover their escape," she said.

"Whew..." Pinkie Pie said, sighing in relief.

Twilight looked over at Spike, Rarity standing protectively near him. "As for you, Spike..."

"Did you figure out why I grew?" he asked. "I'm not complaining, but considering the circumstances of my last growth..."

"Unfortunately, I haven't had time to run any tests. Best guess? Your mind latched onto the concept of all your friends as your horde. And from what I remember about dragon lore, because your greed growth was triggered for a noble reason, it's permanent," she said.

Spike grinned, flapping his wings. Rarity smirked. "So... Spikey beefcake is here to stay?" she asked.

Spike blushed brightly, his eyes darting to Rarity. Twilight grimaced. "I really don't need to think about that right now," she muttered, rubbing her temples.

Rarity tittered. "My apologies. I'm still rather excited from the fact that a handsome prince literally swept me off my feet to save me from those brutes," she said, blushing.

Spike grinned despite the situation. Applejack shook her head, chuckling, while Rainbow Dash rolled her eyes. Fluttershy just smiled warmly.

Twilight glared at her. "Really, Rarity? Just... really?"

"How's Zecora doing?" Pinkie Pie asked, deciding to change the subject.

Twilight smiled a little. "She's recovering. She's still extremely skittish and very nervous around stallions. Sunset's taking care of her," she said. Her face fell a little. "She panics if she's left alone, and is being very clingy. No vaginal or anal penetration thankfully, she managed to get away before then. Severe bruising and a few broken bones from where she was beaten."

Applejack growled, clenching her fists, her muscular arms bulging with the desire to hurt something. Fluttershy closed her eyes, praying for the zebra shaman's recovery. Pinkie Pie just shook her head, wishing this would all just go away. Rarity cast a murderous glare at the caribou, who just cringed away. Spike growled fiercely, mad that his friend was hurt.

Rainbow Dash nervously flitted back and forth in midair. "You said you were really busy. What else were you doing?" she asked.

"Dealing with refugees from a caribou attack that succeeded," Twilight said.

"WHAT?!" Rainbow Dash shouted.

"Where!?" Applejack demanded.

"Is it too late to go rescue them? We..." Rarity started, Twilight holding up her hand for silence.

"As it stands, the village is completely occupied by the caribou, and we don't have enough forces in Ponyville to successfully take it back," Twilight said, casting a brief glare over to the imprisoned caribou. "From what I was able to glean from the survivors, the village was a cult centered around the removal of cutie marks to create a form of 'equality' by reducing everypony to the lowest common denominator."

Pinkie Pie gave Twilight an incredulous look. "There's so many things wrong with that I can't even begin to say them."

Twilight nodded. "Yeah. The cult leader, Starlight Glimmer, is one of the refugees. She's admitted to using brainwashing to keep her subjects in line, and is willing to be arrested for what she's done after the war is over."

"Starlight Glimmer? Oh good, she got away," said the caribou cleric, smiling.

The ponies and dragon in the room stared at him. The cleric winced, and said, "Starlight Glimmer, according to our intelligence, had developed a magical spell that could remove a pony's cutie mark, robbing them of their special talent and reducing them to a shell of who they used to be. She wanted to turn everypony in Equestria 'equal' with this talent, including the Princesses, with Starlight planning to use her spell on herself after everypony else had been made equal. Something in her past about being ruthlessly discriminated against due to not having her cutie mark until she became an adult, or something like that... Anyway, King Dainn planned to 'help' her achieve her dream and make her one of his personal pets."

The Ponyvillians felt their blood run cold at the implication of that. If Starlight Glimmer's talent could have been turned against the princesses... Twilight Sparkle coughed after a moment, composing herself, and decided to continue. "Anyway... um... when her village was attacked, Starlight tried to fight back by giving everyone their cutie mark back. But according to her, because of her brainwashing, that actually made things worse, traumatizing most of them to the point where they couldn't fight back. She said that she had something of a 'realization' while leading the other four that managed to get away to safety. She's officially surrendered to my authority."

Pinkie Pie nodded. "I'll go talk to them," she said, making an effort to floof her hair back into place. "What are the names of the other refugees?"

"Two unicorns, one Earth pony, one pegasus," Twilight said, smiling. "Party Favor, Sugar Belle, Double Diamond, and Night Glider."

Pinkie Pie blinked, her hair poofing slightly. "Party Favor?" she said, smirking, "I like him or her already." She went out of the room, leaving Twilight with the others.

"We should do something to help their village," Spike said, growling. "With my new strength..."

"I really wouldn't, if I were you," said the cleric. "If they've taken control of the village, it means that most of the men have had their minds turned into Stonehoof's way of thinking. If you went there, you'd be changed as well. You're too good a person to let our tribe's evil magic corrupt you. And even if you managed to resist somehow, they'd just turn you into a woman and add you to their collection of... well... toys, to use the lightest possible term I can think of."

Spike growled in frustration, seeing the cleric's point. The room held an awkward silence for a long moment. One of the caribou prisoners asked, "What's going to happen to us?"

Twilight took a deep breath. "Your cooperation will be taken into account, and we will TRY to give you a fair trial. Considering the sentiment against you and... well, your entire species right now, though..." She shook her head grimly. "What I can't figure out is why you weren't turned to stone with the rest of them."

"We don't have an answer either, your highness," said one of the caribou warriors. "The only thing different about us is that all of us are virgins. Our commander said we had yet to 'earn' the right to rape a woman."

"Your commander is a sick fuck," Rainbow Dash said bluntly.

"Not denying that, ma'am," said the warrior. "I do have one question... where did the fire-breathing roosters come from?"

Applejack quirked an amused eyebrow. "That's a dang good question," she said. During the initial battle, before the rainbow had been summoned, several dozen giant fire-breathing roosters had appeared, attacking the caribou and saving several mares from being violated in the process. After the battle, they had all vanished.

Fluttershy giggled.

Everyone turned to look at her. She squeaked, and blushed, saying, "Well... Um... It was sort of a joke that Discord did." At the unspoken question of explain, Fluttershy giggled again, and said, "Well... Discord said," here Fluttershy lapsed into a rather close imitation of Discord's accent and manner of speech, "'If they want to attack mares with their cocks, then I'll just have to attack them with my cocks.'"

There was a long moment of silence, which was broken by Applejack, Spike and Rainbow Dash all cracking up, and Rarity facepalming. Twilight just rolled her eyes.

"Where is Discord, anyway?" Twilight asked.

Fluttershy smiled gently. "He'll be along," she said. "He just had some business to finish."

/\/\/\/\/\/\/\/\/\/\/\/\/\/\

 _Meanwhile..._

 _A hidden place in Everfree..._

/\/\/\/\/\/\/\/\/\/\/\/\/\/\

A single caribou commander had escaped being turned to stone. But only because he had stolen some of the magical shielding artifacts that a cleric had been holding, using them to make himself undetectable to the Rainbow of Light.

He had thought to make his escape. Things hadn't gone right ever since they attacked Ponyville. That weird Discord thing had ruined the anti-magic artifacts and the brainwashing spell, plus he had been cockblocked from raping some little yellow pegasus with pink hair and huge sweater puppies by that same creature! And then the giant fire-breathing roosters appeared. And then the Rainbow of Light.

He wasn't the smartest man, but he knew when to cut his losses and run for it.

Unfortunately for him, he had been followed.

He staggered into the clearing, his armor and fur smoldering. He fell to his hands and knees, staring up fearfully at the mismatched figure riding on the back of one of the fire-breathing roosters.

"Permit me to introduce myself properly," he said. "I am Discord. Spirit of Chaos and reformed spirit of Disharmony. I am one who can steal the sun and moon from their wielders and make them dance the Tennessee Waltz. Through my power, rain turns to chocolate milk, clouds turn to cotton candy, and roads turn to soap. Through my power, sanity turns to madness, and reality turns to my imagination. I have broken souls. Warped minds. Twisted bodies. Shredded nations. AND YOU TRIED TO RAPE SOMEONE I CARE ABOUT."

Throughout that whole introduction, Discord's voice had changed, first gaining an echoing quality and then lowering until it became a demonic shout. The commander screamed in fear as Discord, his eyes glowing red, lunged from the back of the rooster, changing into something horrible as he did.

The warped, twisted remains of the caribou commander would never be found.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\

 _That evening..._

 _Canterlot..._

/\/\/\/\/\/\/\/\/\/\/\/\/\/\

"COME BACK! DON'T RUN!" Princess Luna cackled, riding on the back of her shoggoth. "MISTER CUDDLEWUMPUS JUST WANTS TO HUG YOUR BRAINS!" The legion of caribou warriors she was chasing just screamed in terror and kept running, the shoggoth's burbling and Luna's mad laughter following them down the streets.

Fancypants and Fleur-dis-lee, having fended off a squad of caribou, paused to watch as the Night Princess basically made a fool of the invading army.

"I don't know what's more disturbing," Fleur said. "That Princess Luna has a cosmic horror as a pet, or that I'm not surprised that she has a cosmic horror as a pet."

Fancypants sheathed his rapier, removing a flask from his jacket and drinking the bourbon inside it. He wiped his mouth and offered the flask to Fleur, who set down her mace briefly and accepted the drink. Fancypants chuckled when Fleur returned the flask. "We have become rather used to our dear Luna's quirks, haven't we?"

Fleur smiled, looking down at the caribou she and Fancypants had just killed. "Indeed. And she's certainly more pleasant than these fools," she said.

Fancypants nodded, rubbing his temples. "What was that horrid spell they tried to cast over the stallions?" he asked. "I still have a headache from it. If the protective measures that Twilight Sparkle and her brother developed hadn't kicked in..."

Fleur kissed Fancypants on the cheek. "Let's not think about that, shall we?" she said. "It didn't work, and you're still the Fancypants I know and love."

Fancypants smiled. They drew their weapons again, and prepared to move on towards the more fortified areas, staying out of sight of caribou squads. But as they approached a pony-held fortification, they noticed Prince Blueblood having a heated discussion with a trio of caribou officers. The two crept over to watch, curious...

"TRAITOR!" screamed one of the officers. "You were supposed to be helping us!"

"I resent your tone, whelp," Prince Blueblood said, his trademark smirk firmly in place. He idly reloaded the dual revolvers he had with him, not looking at the three confronting him.

"You were supposed to be feeding us information! Showing us safe places to enter the city so we could subvert it, plant the anti-magic devices and the runes to reeducate the stallions! Not lead us into EVERY SINGLE GUARD POST!" shouted another caribou officer.

Fancypants and Fleur gasped quietly, confused by what they were seeing.

"What sort of man are you?! Are you so weak that you'd betray your own gender? That you'd let a woman rule you?! TRAITOR!" shouted the third officer.

Prince Blueblood scoffed. "I am many things, little buck," he said. "I am a fop. A dandy. A 'lazy bum.' A snob who looks down on the lower classes. And I admit that I am something of a racist and a misogynist, which I presume is what gave you fools the idea to come to me in the first place. I concede that all of the above is true. But one thing I will never be is a traitor." He finished loading his guns, and pointed them at the three caribou officers, his face becoming a glare. "I was NEVER on your side, you fools! I will NEVER betray my country to a bunch of rape-happy imbeciles like you!"

"Well said, old boy!" Fancypants said, he and Fleur coming out of the shadows with their weapons drawn.

"Nice to know that you're not a total loser, Bluey," Fleur said, taking a ready stance.

"Indeed. Shall we show these fools how the Canterlot Elite fight?" Prince Blueblood said, smirking.

The leader of the three officers snarled. "We'll see how cocky you are when Princess Celestia is King Dainn's moaning whore."

A blast of solar energy shot out from inside the castle wall, vaporizing it. The three caribou officers stared, Blueblood taking the time to shoot the leader right between the eyes. "Somehow, I think dear Auntie can handle your precious king," Blueblood said with a grin. "Tally-ho!"

/\/\/\/\/\/\/\/\/\/\/\/\/\/\

 _Meanwhile..._

 _Inside the castle..._

/\/\/\/\/\/\/\/\/\/\/\/\/\/\

King Dainn was the leader of the Stonehoof tribe. A mighty warrior, and a powerful spellcaster, he had subjugated the caribou nation, bringing all the men around to his way of thinking, absorbing all the other tribes into the Stonehoof. He hated the very idea of female leaders, knowing in his heart that it was the destiny of the male to rule the female.

So he had made his plans to conquer Equestria, one of the strongest nations in the world. By turning their so-called 'goddess princesses' into his personal fucktoys, he'd show the world how things should be. With men in charge, and him leading the charge, things would brought to order.

Absolutely nothing was going right.

The force attacking Ponyville had been lost in less than a half-hour. The Crystal Empire attack squadron had been beaten. The forces attacking Cloudsdale were bested. Las Pegasus still stood. And he hadn't heard back at all from the forces sent to Chrysalis's hive. His forces in Canterlot were being routed, his double agent turning out to be a triple agent. Luna was attacking his forces with... some multi-eyed slug thing that was doing horrible things to them. And Starlight Glimmer had gotten away, making it to Ponyville.

It didn't matter, though. Once he bested Celestia in combat and raped her publicly, the will of the other ponies would be broken. Spells could be recast, after all.

He kicked open the massive doors to the throne room, wielding both a sword and a magical wand. "CELESTIA! SUBMIT TO YOUR MASTER!"

Celestia ignored him, calmly putting on battle armor. She was almost completely dressed, the princess pulling armored gloves into place.

King Dainn glared at her. "You mean to fight me, then?"

"This will not be a fight," Celestia said, putting on an armored headdress and turning to King Dainn. "This will be a lesson." She took a boxing stance, clenching her fists tightly and flaring her impressive wingspan. "Come at me, King Dainn. I am ever a teacher, and you seem eager to learn." King Dainn just stared at her, laughing.

"Really?" he said. "You come at me with your fists? This shall be..." He was cut off as Celestia suddenly dashed forward, leaving an afterimage behind and striking him with a backhanded fist. He flew back, slamming hard against a wall of the throne room. His weapons flew out of his hands, his impact leaving a crack in the wall.

He staggered to his hooves, glowering at her. Celestia regarded him coolly. "You thought to come here and dominate me with sheer power? Take my city, my people?"

Dainn growled. "You have been bested before," he snapped.

Celestia shook her head. "Tirek had the raw power to back his attempt to defeat me," he said. "Discord's power warps reality. None can defeat him save those who bear the Rainbow Power. And Chrysalis, for all her faults, was a master tactician. She subverted the city's defenses and took the place of a prominent noble, and even made me question the judgment of my student, playing on said student's suspicions so she would seem insane when she made her accusation. She also engaged me in a room full of civilians, preventing me from using me my full power." Her horn glowed, burning with solar heat as the temperature in the room rose exponentially. "You? You bumbled in loudly and let yourself be fooled by one of my most loyal subjects. And you. Are. Challenging. Me. Alone."

Celestia fired a massive beam of solar energy from her horn. It was a testament to King Dainn's speed and agility that he was able to escape being incinerated. His weapons were reduced to ash, the ashes themselves burned out of existence.

King Dainn stared, shocked at the level of power Celestia had. She stared at him, her expression sad. "I offer you one chance, King Dainn. Surrender. Take your caribou and go home. No one else has to die."

King Dainn hopped to his feet. For a brief moment, he considered accepting her offer. But his male pride won out over his fear and common sense. He growled angrily. "No mere woman shall dictate to ME!" He thumped his chest savagely. "I have conquered all the tribes of the caribou and united them under my fist! I am superior to ALL WOMEN! I am..."

"A fool," Celestia said, charging him with incredible speed, again leaving an afterimage. King Dainn didn't even have time to block as Celestia began punching him, her blows landing over and over again with lightning quickness, her armored fists a blur. And all the while, her sad expression never left her face. "My sister and I are ancient, King Dainn. More ancient than anyone alive realizes. We have seen civilizations rise and fall. We have have looked into the eyes of creatures that would drive you mad simply by looking at them. Battled and slain creatures that could crush you merely in passing and wouldn't even notice your corpse. The sun and moon, the lights of the world, belong to us. You, a mere warlord, are nothing before us."

King Dainn couldn't respond. The rain of punches battered him ruthlessly, his armor crumbling underneath the assault. Blood spurted from his mouth and nose as his ribs broke shortly afterward. With a final uppercut, King Dainn was sent crashing through the roof, Celestia flying up and catching him by the throat before he could fall.

Smoldering, coughing up blood, he struggled against her grip. "B-Bitch..." he gurgled.

Celestia sighed. "You could have been magnificent," she said softly. "But you wasted your potential on a conquest doomed to fail." She turned to the city, seeing every caribou soldier watching the two of them. In the Royal Canterlot Voice, she intoned, " **BEHOLD YOUR KING.** "

Every living thing in the city was paying attention to her at that point. A blade of fire formed around her free forearm. She sliced through King Dainn's neck, just underneath her hand, the wound instantly cauterized. His lifeless, battered body, neck smoldering, fell to the ground, landing with an unceremonious splat. Celestia dispelled the fire blade and shifted her grip, holding up King Dainn's head by the antlers.

" **THIS NONSENSE IS OVER,** " she intoned. " **SURRENDER OR DIE.** "

Seeing their mighty king fall took all the fight out of the caribou. As a whole, the armies of the caribou in Canterlot gave up, surrendering to the Equestrian forces. Celestia sighed, nodding, and flew down to meet her sister, who was cooing happily to her pet shoggoth, the eldritch horror burbling happily in response.

"Luna. It is good to see you are well," Celestia said, still holding onto Dainn's head like a trophy. She barely acknowledged the despair-ridden looks the captured caribou were giving her.

Luna giggled. "As if these fools could hurt us. We were quite enjoying ourselves! We especially enjoy it if we can feel righteous while tormenting someone," she said.

Celestia nodded, and turned to a nearby commander, a mare in golden armor. "How are things going?" she asked her.

"Milady," the commander said. "Seeing Dainn's death demoralized the entire caribou army. We've had little resistance. A few casualties, sadly, and they were unfortunately able to corner a few mares, to varying levels of success."

Luna glowered at the captured soldiers, infuriated by this revelation. They cowered away from her. "We're sorry! We'll be good. Please don't let her bite us on the butt again," one said.

Celestia blinked. "...Sister?"

"Hhhmmyes?" Luna said casually.

"...Why did you bite them on the butt?" Celestia asked.

"Well, there's been all those foul tales about us 'gobbling backsides' over the years, we decided to give it a try," Luna said, shrugging.

"...And how did it taste?" Celestia found herself asking.

"It tastes like ass," Luna said, folding her arms and smirking.

Celestia facepalmed, the commander just barely managing to stifle a chuckle. "Take the surviving caribou soldiers and lock them in the dungeons. Their fate will be decided later," Celestia said, the gathered troops starting to lead the prisoners off. She turned to a messenger holding a dragonflame bottle. "What news of other cities and towns?"

"The Crystal Empire is safe," said the messenger. "Las Pegasus was able to repel the caribou, and Cloudsdale pretty much dominated their fight against them. Manehattan's taken heavy casualties, but I just received reports that they've driven out the caribou attacking them."

Celestia nodded, smiling. "And what of Ponyville?"

The messenger chuckled. "They scored a total victory in under a half hour," he said. "There were a few near misses, but there have been no casualties amongst the citizens of Ponyville. Just a few mares that will need therapy. Discord apparently played a big role in keeping everypony safe."

"The Master of Chaos seeks ever to undo his sins, it seems," Luna said softly.

The messenger nodded. "There was something in there about Discord using giant fire-breathing roosters. From what the report said, Discord claimed that he 'wanted to fight those dicks with his giant cock.'"

There was a long pause. Celestia facepalmed, while Luna snickered, shaking her head. "REALLY Discord," the moon princess said. "That's the best you could manage?"

"Oh pooh on all of you," Discord said, appearing in a poof. "That was dang funny and you know it."

Celestia rolled her eyes. "Everything is under control in Ponyville, then?" she asked.

"As controlled as that asylum gets, at any rate. The girls shot their rainbow nuke and turned most of the attackers to stone. The guys of the town have gotten together and are making gravel out of them," Discord said, blinking when he spotted Dainn's head in Celestia's hand. "I can have that mounted for you," he offered.

"I will not be so disrespectful as to keep him as a trophy," Celestia said, shaking her head. "Permanently, at any rate. There are still other cities under attack, and some villages under control of the caribou. We will need the help of the girls to restore them. Plus, seeing their king's head will demoralize the remaining caribou forces."

Discord popped his neck. "A lot left to do, then," he said.

Celestia nodded. "Luna, can you handle things here?" she asked.

Luna smirked. "Mister Cuddlewumpus and I did most of the handling here already," she said, patting her shoggoth affectionately. "I think we can handle the bureaucratic end of things for a few hours."

"She named a shoggoth Mister Cuddlewumpus," Discord said, laughing.

Celestia smiled, ruffling her little sister's mane. "Discord, let's go to Ponyville. I want to check on Twilight."

Discord nodded, snapping his fingers, the two of them vanishing. They reappeared right next to Twilight as she was questioning the prisoners. The young princess yelped in surprise, but then relaxed immediately upon seeing who it was, running over and hugging Celestia happily.

Celestia smiled, returning the hug. "I am glad to see you are all right, Twilight," she said, setting down Dainn's head.

"And... ah..." Twilight giggled nervously at the sight of Celestia's trophy. "I'm glad you're all right as well. I take it Canterlot is safe?"

Celestia nodded. "Luna is handling things while I clean up the rest of Dainn's forces," she said, looking up. She frowned at the ten caribou in the holding cell, who were staring forlornly at their fallen king's head.

"Prisoners?" Celestia asked softly.

Twilight nodded. "The rainbow reformed them instead of turning them to stone. The leader of the group is the cleric, Rudolph."

The cleric, Rudolph, nodded. "We will do whatever you want us to do, your highness. We may not have assaulted any females, but we are just as guilty as our comrades." The others nodded, still looking sadly at their former leader.

Celestia regarded Rudolph with an unreasonable expression. After a few moments, she said, "Rudolph... of the Rednose clan? I recognize the distinctive coloring on your nose."

The cleric smiled a little. "Yes. When King Dainn took power, though, he merged all the clans into Stonehoof," Rudolph explained.

"Arrogant fool," muttered Celestia. "...You said you have not assaulted anypony?"

One of the warriors nodded. "Correct, ma'am. Our commander said we hadn't earned the right to have our way with a woman yet."

Celestia stroked her chin thoughtfully. "I had thought your kind beyond saving. But the fact that the Rainbow of Light can make you realize the error of your ways... Perhaps the Caribou nation can be saved."

Rudolph smiled hopefully. "My lady. If you can do that, then I will be your servant for the rest of my life."

/\/\/\/\/\/\/\/\/\/\/\/\/\/\

 _Fifty years later..._

/\/\/\/\/\/\/\/\/\/\/\/\/\/\

"And that is the story of how the Good King Rudolph came to power, and why our nation remains an ally of Equestria to this day," finished the mother.

The young caribou child was in wide-eyed wonder at the story. "Wow... So King Dainn was real? He isn't just some boogeyman story?"

"Sadly yes," said the mother, tucking her daughter in. "A lot of caribou died because of his ambition. That's why there are more does than bucks alive today. But he's long dead. And our world is better off for it."

"What about the others in the story, mama?" the young doe asked. "Chrysalis, and that Starlight Glimmer lady."

The mother blinked. "Their roles are minor, but let me think... ah, yes, I remember. Chrysalis, instead of seeking war, chose to broker for peace with Equestria, as we did. Changelings live among the ponies openly to this day. And as for Starlight Glimmer, she found a practical use for her talents, becoming the most undefeatable jailer in history." The mother smiled. "Which just goes to show you that no matter how foul you think your talents are, there's always a way to put them to good use." She booped her daughter's nose. The young doe giggled, snuggling up to her plush toy of Princess Twilight. The mother kissed her daughter on the forehead. "Now good night, my love," she said. "Sleep well. And remember..."

"'King Dainn favors the bad girls,'" the young doe said, sticking out her tongue at her mother, who just laughed, shutting out the lights as she left. The young doe stared at her Princess Twilight plushie for a long moment, and hugged her tightly. "Some day, I'mma gonna be a hero. Just like you!"

 _ **THE END**_


End file.
